Visagar Polytex Ltd — AGM Information 2018

Sep 6, 2018

	Date: 06.09.2018
To,
BSE Limited	'rro,
Corporate Services Department,	The National Stock Exchange of India
	Limited
Dalal Street, Fort	Exchange Plaza, Plot No. C/1, G Block,
Mumbai - 400001.	Bandra Kurla Complex,
BSE Scrip ID - VIVIDHA
BSE Scrip Code-506146	Bandra (E), Mumbai - 400 051.
	ISIN Code- INE370E01029

Sub : Notice of Annual General Meeting to be held on September 29, 2018.

Dear Sir,

Pursuant to the Regulation 30 read with Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find attached herewith the Notice of Annual General Meeting of the members of the Company to be held on September 29, 2018.

The said Notice and Annual Report for FY 2017-2018 is available on the website of the Company at www.visagarpolytex.in

Kindly take the same on your record and acknowledge the receipt of the same.

Thanking you.

Yours Faithfully, FOR VISAGAR POL YTEX LIMITED

End: A/a.

VISAGAR POLYTEX LIMITED

. W) Mumbai - 400 058. •Tel.: (022) 6742 4815 Regd. Off. : 907 /908, Dev Plaza'. S. V. Roa~, And hen ( /visa arpolytex • CIN : L655990MH l 983PLC0302 l 5 Email : contact@visagar.com • Website : www.v1sagar.com g

VISAGAR POLYTEX LIMITED CIN: L65990MH1983PLC030215

Registered Office: 907/908, Dev Plaza, Opp. Andheri Fire Station, S.V. Road, Andheri (West), Mumbai 400058. Tel: 022-67424815; Website: www. visagarpolytex.in; Email: contact@visagar.com

NOTICE OF ANNUAL GENERAL MEETING

NOTICE is hereby given that the 35thAnnual General Meeting of the Members of M/s. VISAGAR POLYTEX LIMITED will be held on Saturday, 29th September 2018 at 10.30 a.m. at Nadiadwala Market (Hall), Opp. Laxmi Narayan Shopping Centre, Poddar Road, Malad (East), Mumbai-400097, India to transact the following business:

ORDINARY BUSINESS

• 1. To receive, consider and adopt the Audited Financial Statement as at March 31, 2018 and Profit & Loss Account of the Company for the year ended on that date together with the Reports of Directors and Auditors thereon.
• 1. To appoint a Director in place of Mr. Kanwar Lal Rathi (DIN: 06441986), who retires by rotation and being eligible, offers himself for re-appointment.

SPECIAL BUSINESS

1. To ratify the disclosure of ultimate beneficiaries of the allottees of Equity shares having face value of Re. 1/- each to be issued on conversion of warrants issued pursuant to preferential issue ("convertible warrants"), before seeking the Listing approval:

"RESOLVED THAT the members do hereby ratify and approve the below mentioned Ultimate beneficiaries of the allottees of Equity Shares having face value of Re. 1/- each to be issued on conversion of warrants issued pursuant to preferential issue ("convertible warrants") .

Details of the ultimate beneficial owners of the Convertible Warrants are as follows:

Sr. No.	Name of the Proposed Allottee	If allottee is not a natural person, identity of the natural person who are the ultimate beneficial owner of the shares proposed to be issued, if applicable
1	PMC Fincorp Limited	Mr. Rajkumar Modi
2	Attribute Shares & Securities Private Limited	Mr. Krishan Khadaria
3	Forever Flourishing Finance & Investments Private Limited	Mr. Krishan Khadaria
4	Golden Medows Export Private Limited	Mr. Krishan Khadaria
5	Kashish Multi Trade Private Limited	Mr. Krishan Khadaria

6	Kasturi Overseas Private Limited	Mr. Krishan Khadaria
7	LaxmiRamuna Investments Private Limited	Mr. Krishan Khadaria
8	Nouveau Global Ventures Limited	Mr. Krishan Khadaria
9	Mukta Agriculture Limited	Mr. Krishan Khadaria
10	Mystic Electronics Limited	Mr. Krishan Khadaria
11	Pravin Nanji Gala HUF	Pravin Nanji Gala
12	Nirmala Pravin Gala	NA
13	Dhrumil Pravin Gala	NA
14	Vinod Manilal Gala	NA
15	Vinod Manilal Gala HUF	Vinod Manilal Gala
16	Sejal Rasik Boricha	NA
17	Shantaben Boricha	NA
18	Valji shah	NA
19	Jayesh Malsi Rita	NA
20	Hitesh Malsi Rita	NA

RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorised to do all such acts, deeds, matters and things as may be necessary to give effect to the above resolution including but not limited to taking approval or intimation to the stock exchanges."

Place: Mumbai For Visagar Polytex Limited

Date: 13.08.2018

Registered Office: 907/908, Dev Plaza, Opp. Andheri Fire Station, Tilokchand Kothari S.V. Road, Andheri (West), Managing Director Mumbai – 400058. DIN: 00413627 Tel: 022- 67424815 Website: www. visagarpolytex.in

NOTES:

1. The Explanatory Statement, pursuant to Section 102 of the Companies Act, 2013 ('the Act'), which sets out details relating to Special Business at the meeting is annexed hereto. The relevant details of the Directors seeking re-appointment/ appointment pursuant to Regulation 36(3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations') and as required under Secretarial Standards - 2 on General Meetings issued by The Institute of Company Secretaries of India, are annexed.

2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE ANNUAL GENERAL MEETING ("MEETING") IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE ON A POLL INSTEAD OF HIMSELF /HERSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE INSTURMENT APPOINTING A PROXY IN ORDER TO BE VALID MUST BE DULY FILLED IN ALL RESPECTS AND SHOULD BE DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY NOT LATER THAN 48 HOURS BEFORE THE COMMENCEMENT OF THE MEETING.

Pursuant to the provision of the Companies Act 2013 (hereinafter called "the Act") and the Rules made thereunder person can act as a proxy on behalf of members not exceeding fifty (50) and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A member holding more than ten percent of the total share capital of the Company carrying voting rights may appoint a single person as proxy and such person shall not act as a proxy for any other shareholder.

• 1. Corporate Members intending to send their representatives to attend the Meeting are requested to send to the Company a certified copy of the Board Resolution authorising their representative to attend and vote on their behalf at the Meeting.
• 1. In case of joint holders attending the Meeting, only such joint holder who is higher in the order of names will be entitled to vote.
• 1. Members holding Shares in single name and physical form are advised to make nomination in respect of shareholding in the Company. Members can avail of the Nomination facility by filing Form SH-13 with the Company or its Registrar. Blank Forms will be supplied on request. In case of shares held in Demat form, the nomination has to be lodged with their Depository Participants.
• 1. Members who hold shares in physical shares in multiple folios in identical names or joint holding in the same order of names are requested to send the share certificates to Adroit Corporate Services (P) Ltd. for consolidation into a single folio.
• 1. Members are informed that in case of joint holders attending the Meeting, only such joint holder who is higher in the order of names will be entitled to vote.
• 1. Particulars of Bank mandates. Such changes are to be advised only to the Depository Participants.
• 1. Members, holding shares in physical form are requested to notify changes in address, if any, to the Registrars of the Company immediately, quoting their folio numbers. Members, holding shares in dematerialized form, should send the above information to the respective Depository Participants.
• 1. Members are requested to quote their Registered Folio Nos. on all correspondence with the Company.
• 1. The Register of Members and Share Transfer Books of the Company shall remain closed from September 24, 2018 to September 29, 2018 (both days inclusive) for the purpose of annual book closure.
• 1. The facility for voting through polling paper shall be made available at the AGM and the members attending the meeting who have not cast their vote by remote e-voting shall be able to exercise their right at the meeting through polling paper. However, members who have cast their vote by remote e-

voting prior to the AGM may also attend the AGM, but shall not be entitled to vote again at the AGM.

• 1. Members are requested to bring the attendance slip duly filled in, for attending the Meeting. The Attendance slip is sent with this Annual Report. Members, who hold shares in Electronic Form, are requested to bring their Depository ID Number and Client ID Number to facilitate their identification for recording attendance at the forthcoming Annual General Meeting.
• 1. The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit the PAN to their Depository Participants with whom they are maintaining their demat accounts(s). Members holding shares in physical form can submit their PAN details to M/s. Adroit Corporate Services (P) Ltd., 19/20 , Jafferbhoy Industrial Estate,1st floor, Makwana Road, Marol Naka, Andheri (East), Mumbai – 400059.
• 1. All documents referred to in the accompanying Notice and the Explanatory Statement shall be open for inspection at the Registered Office of the Company during office hours on all working days except Saturdays between 11.00 a.m. to 02.00 p.m. up to the date of declaration of the result of the Annual General Meeting of the Company.
• 1. The Annual Report 2017-18 and Notice of the 35th Annual General Meeting of the Company along with Attendance Slip and Proxy Form are being sent in electronic form to all the members whose email IDs are registered with the Company/Depository Participants(s). For members who have not registered their email address, physical copies of the aforesaid documents are being sent in the permitted mode. Members who prefer physical copy to be delivered may write to the Company at its registered office or send an E-mail to investors@visagar.com or secretarial@visagar.com by providing their DP Id and Client Id as reference.
• 1. Members may also note that the Notice of the 35th Annual General Meeting and the Annual Report for 2017-18 will also be available on the Company's website www.visagarpolytex.in for their download. The physical copies of the aforesaid documents will also be available at the Company's Registered Office for inspection during normal business hours on working days.
• 1. Members who wish to get any further information as regards the items to be transacted at the meeting are requested to write to Mr. Pravin Mishra, Company Secretary atleast ten days prior to the Meeting so as to enable the management to reply at the meeting.
• 1. Members holding shares in physical form are requested to consider converting their holdings in dematerialised form to eliminate risks associated with physical shares and better management of the securities. Members can write to the company's registrar and share transfer agent in this regard.
• 1. The route map showing directions to reach the venue of the 35th Annual General Meeting is annexed herewith the Notice.

Instructions for remote e-voting are as under:

I. In compliance with provisions of Section 108 of the Companies Act, 2013, Rule 20 of the Companies (Management and Administration) Rules, 2014 as amended by the Companies (Management and Administration) Amendment Rules, 2015 and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, the Company is pleased to provide members facility to exercise their right to vote on resolutions proposed to be considered at the Annual General Meeting (AGM) by electronic means and the business may be transacted through e-Voting Services. The facility of casting the votes by the members using an electronic voting system from a place other than venue of the AGM) ("remote e-voting") will be provided by National Securities Depository Limited (NSDL).

• II. The facility for voting through ballot paper shall be made available at the AGM and the members attending the meeting who have not cast their vote by remote e-voting shall be able to exercise their right at the meeting through ballot paper.
• III. The members who have cast their vote by remote e-voting prior to the AGM may also attend the AGM but shall not be entitled to cast their vote again.
• IV. The remote e-voting period commences on 26thSeptember 2018 (9.00 am) and ends on 28th September 2018 (5:00 pm). During this period members' of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date of 22ndSeptember 2018, may cast their vote by remote e-voting. The remote e-voting module shall be disabled by NSDL for voting thereafter. Once the vote on a resolution is cast by the member, the member shall not be allowed to change it subsequently.
• V. The instructions for Remote e-voting through electronic means are as under:
• a. In case a Member receives an email from NSDL [for members whose email IDs are registered with the Company/Depository Participants(s)] :

The way to vote electronically on NSDL e-Voting system consists of "Two Steps" which are mentioned below:

Step 1: Log-in to NSDL e-Voting system at https://www.evoting.nsdl.com/

Step 2: Cast your vote electronically on NSDL e-Voting system.

Details on Step 1 is mentioned below:

How to Log-in to NSDL e-Voting website?

• 1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
• 1. Once the home page of e-Voting system is launched, click on the icon "Login" which is available under 'Shareholders' section.
• 1. A new screen will open. You will have to enter your User ID, your Password and a Verification Code as shown on the screen.

Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices

after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

1. Your User ID details are given below :

Manner of holding shares i.e. Demat	Your User ID is:
(NSDL or CDSL) or Physical
a) For Members who hold shares in	8 Character DP ID followed by 8 Digit
demat account with NSDL.	Client ID
	For example if your DP ID is IN300*** and
	Client ID is 12** then your user ID is
	IN30012***.
b) For Members who hold shares in	16 Digit Beneficiary ID
demat account with CDSL.
	For example if your Beneficiary ID is
	12** then your user ID is
	12**
c) For Members holding shares in	EVEN Number followed by Folio
Physical Form.	Number registered with the company
	For example if folio number is 001*** and
	EVEN is 101456 then user ID is
	101456001***

5. Your password details are given below:

• a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
• b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the 'initial password' which was communicated to you. Once you retrieve your 'initial password', you need to enter the 'initial password' and the system will force you to change your password.
• c) How to retrieve your 'initial password'?
• (i) If your email ID is registered in your demat account or with the company, your 'initial password' is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical

form. The .pdf file contains your 'User ID' and your 'initial password'.

• (ii) If your email ID is not registered, your 'initial password' is communicated to you on your postal address.
• 1. If you are unable to retrieve or have not received the " Initial password" or have forgotten your password:
• a) Click on "Forgot User Details/Password?"(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
• b) Physical User Reset Password?" (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
• c) If you are still unable to get the password by aforesaid two options, you can send a request at evoting@nsdl.co.in mentioning your demat account number/folio number, your PAN, your name and your registered address.
• 1. After entering your password, tick on Agree to "Terms and Conditions" by selecting on the check box.
• 1. Now, you will have to click on "Login" button.
• 1. After you click on the "Login" button, Home page of e-Voting will open.

Details on Step 2 is given below:

How to cast your vote electronically on NSDL e-Voting system?

• 1. After successful login at Step 1, you will be able to see the Home page of e-Voting. Click on e-Voting. Then, click on Active Voting Cycles.
• 1. After click on Active Voting Cycles, you will be able to see all the companies "EVEN" in which you are holding shares and whose voting cycle is in active status.
• 1. Select "EVEN" of company for which you wish to cast your vote.
• 1. Now you are ready for e-Voting as the Voting page opens.
• 1. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on "Submit" and also "Confirm" when prompted.
• 1. Upon confirmation, the message "Vote cast successfully" will be displayed.
• 1. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

• Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

• 1 Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to csnidhi3388@gmail.com with a copy marked to evoting@nsdl.co.in.
• 1. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the "Forgot User Details/Password?" or "Physical User Reset Password?" option available on www.evoting.nsdl.com to reset the password.
• 1. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on toll free no.: 1800-222-990 or send a request atevoting@nsdl.co.in
• b. In case a Member receives physical copy of the Notice of AGM[for members whose email IDs are not registered with the Company/Depository Participants(s) or requesting physical copy] :
• (i) Initial password is provided as below/at the bottom of the Attendance Slip for the AGM: EVEN (Remote e-voting Event Number) USER ID PASSWORD/PIN
• (ii) Please follow all steps from Sl. No. a above, to cast vote.
• VI. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Members and remote e-voting user manual for Members available at the downloads section ofwww.evoting.nsdl.com or call on toll free no.: 1800-222-990.
• VII. If you are already registered with NSDL for remote e-voting then you can use your existing user ID and password/PIN for casting your vote.

NOTE: Shareholders who forgot the User Details/Password can use "Forgot User Details/Password?" or "Physical User Reset Password?" option available on www.evoting.nsdl.com

In case Shareholders are holding shares in demat mode, USER-ID is the combination of (DPID+ Client ID). In case Shareholders are holding shares in physical mode, USER-ID is the combination of (Even No + Folio No).

VIII. You can also update your mobile number and e-mail id in the user profile details of the folio which may be used for sending future communication(s).

• IX. The voting rights of members shall be in proportion to their shares of the paid up equity share capital of the Company as on the cut-off date of 22nd September 2018.
• X. Any person, who acquires shares of the Company and become member of the Company after dispatch of the notice and holding shares as of the cut-off date i.e. 22nd September 2018, may obtain the login ID and password by sending a request at evoting@nsdl.co.in or Issuer/RTA.

However, if you are already registered with NSDL for remote e-voting then you can use your existing user ID and password for casting your vote. If you forgot your password, you can reset your password by using "Forgot User Details/Password?" or "Physical User Reset Password?" option available on www.evoting.nsdl.com or contact NSDL at the following toll free no.: 1800-222-990.

• XI. A member may participate in the AGM even after exercising his right to vote through remote evoting but shall not be allowed to vote again at the AGM.
• XII. A person, whose name is recorded in the register of members or in the register of beneficial owners maintained by the depositories as on the cut-off date only shall be entitled to avail the facility of remote e-voting as well as voting at the AGM through ballot paper.
• XIII. Ms. Nidhi Bajaj, Practising Company Secretary, Proprietor of Nidhi Bajaj & Associates (Membership No. A28907) has been appointed as the Scrutinizer for providing facility to the members of the Company to scrutinize the voting and remote e-voting process in a fair and transparent manner.
• XIV. The Scrutinizer shall after the conclusion of voting at the general meeting, will first count the votes cast at the meeting and thereafter unblock the votes cast through remote e-voting in the presence of at least two witnesses not in the employment of the Company and shall make, not later than three days of the conclusion of the AGM, a consolidated scrutinizer's report of the total votes cast in favour or against, if any, to the Chairman or a person authorized by him in writing, who shall countersign the same and declare the result of the voting forthwith.
• XV. The Results declared alongwith the report of the Scrutinizer shall be placed on the website of the Company viz. www.visagarpolytex.in and on the website of NSDL immediately after the declaration of result by the Chairman or a person authorized by him in writing. The results shall also be immediately forwarded to the National Stock Exchange of India Limited and BSE Limited.

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013

ITEM NO: 3

The Company has issued 9,00,00,000 convertible warrants on preferential basis which was approved by the members in the Extra-Ordinary General Meeting held on 2nd January, 2018. The Company has also received In-principle approvals from National Stock Exchange (NSE) vide reference no. NSE/LIST/14785 dated February 9, 2018 and BSE Ltd vide reference no. DCS/PREF/SD/PRE/2642/2017-18 dated 28th February, 2018.

Pursuant to Regulation 73(e) of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 the Company needs to provide the disclosure of the identity of the proposed allottees, the percentage of post preferential issue capital that may be held by them and change in control, if any, in the issuer consequent to the preferential issue, in the explanatory statement.

The Company had disclosed all the details in the notice of EGM dated 2nd January, 2018 as per Regulation 73(e) of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009. However the details of beneficial owner was inadvertently missed in the explanatory statement of Notice of EGM therefore the same needs to be ratified by members in the ensuing Annual General Meeting (AGM). Hence, the same has been taken as agenda item for this AGM.

Annexure to Notice

Details of the Directors seeking appointment/re-appointment at the Annual General Meeting (Pursuant to Regulation 36 (3) of the Listing Regulations, 2015 & Secretarial Standards-2 on General Meetings)

Name of Director	Mr. Kanwar Lal Rathi
DIN	06441986
Date of Appointment	11.10.2012
Brief Profile	Mr. Rathi has been associated with the Company since 6
	years handling wholesale trading division of the
	Company particularly sale of Lehengas. He has
	experience of 20 years in the field of trading and textile
	Industries.
Directorship in other Public limited	Maharashtra Corporation Limited
Companies
No. of Shares held in the Company	Nil
Own
Beneficial Basis
Relationship with other Directors,	Nephew of Mr. Tilokchand Kothari
Manager and other Key Managerial
Personnel
Chairman/Member of the	Visagar Polytex Limited
Committee of the Board of Directors	Stakeholders' Relationship Committee (Member)
of the Company
Chairman/Member of the	Member of Stakeholders' Relationship Committee of
Committee of the Board of Directors	Maharashtra Corporation Limited
of other Public Companies*

*The Directorship above does not include Directorship held with Private and foreign companies and companies registered under Section 8 of the Companies Act, 2013.

ROUTE MAP FOR THE VENUE OF ANNUAL GENERAL MEETING

Venue: Nadiadwala Market(Hall), Opp. Laxmi Narayan Shopping Centre, Poddar Road, Malad (East), Mumbai-400097

VISAGAR POLYTEX LIMITED L65990MH1983PLC030215

Regd Office: 907-908, Dev Plaza, Opp. Andheri Fire Station, S. V. Road, Andheri – West, Mumbai – 400 058. Tel.: +91-22-67424815, Website: www.visagarpolytex.in E-mail Id: contact@visagar.com

ATTENDANCE SLIP

Please fill attendance slip and hand it over at the entrance of the meeting hall Joint shareholders may obtain additional Slip at the venue of the meeting

D.P. Id*	Folio No.
Client Id *	No. of Shares

NAME OF THE SHAREHOLDER / PROXYHOLDER: ___________________________________________________

I hereby record my presence at the 35th Annual General Meeting of the Company held on Saturday, September 29, 2018 at 10.30 a.m. at Nadiadwala Market (Hall), Opp. Laxmi Narayan Shopping Centre, Poddar Road, Malad (East), Mumbai-400097.

___________________________________

		Signature of Shareholder/Proxyholder
Note: Members are requested to bring their Attendance Slip, sign the same at the place provided and hand it over at the entrance of the venue.
		(Tear Here)……………………………………………………………….
	VISAGAR POLYTEX LIMITED L65990MH1983PLC030215 PROXY FORM	Regd Office: 907-908, Dev Plaza, Opp. Andheri Fire Station, S. V. Road, Andheri – West, Mumbai – 400 058. Tel.: +91-22-67424815, Website: www.visagarpolytex.in E-mail Id: contact@visagar.com
	Rules, 2014]	[Pursuant to Section 105(6) of the Companies Act, 2013 and rule 19(3) of the Management and Administration)
Name of the Member(s) Registered Address Email ID Folio No./Client ID/DP ID		: ________ : _______ : ______ : _________
		I/We, being the member(s) of ________shares of the above named Company, hereby appoint:
		Name : _______ Address : ___________
		_______ Email ID: _____ Signature: ____or failing him Name : ______ Address : _________
		_______ Email ID: ____ Signature: ____or failing him Name : ______ Address : _________
		_______ Email ID: ____ Signature: ________

as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 35th Annual General Meeting of the Company to be held on Saturday, September 29, 2018 at 10.30 a.m. at Nadiadwala Market (Hall), Opp. Laxmi Narayan Shopping Centre, Poddar Road, Malad (East), Mumbai-400097 and at any adjournment thereof in respect of such resolutions as are indicated below:

---

Ordinary Business			Special Business
1.	Adoption of financial statements for the year ended as at	3.	Ratification of disclosure of Ultimate
	March 31, 2018 and Reports of Directors' and Auditors'		beneficiaries of the allottees of Equity shares
	thereon.		having face value of Rs. 1/- each to be issued on
2.	Re-appointment of Mr. Kanwarlal Rathi, who retires by		conversion of warrants issued pursuant to
	rotation.		preferential issue ("convertible warrants"),
			before seeking the Listing approval .

Signed this _____________________ day of______________ 2018.

Signature of Shareholder Signature of the proxy (holders)

Notes:

1. This form, in order to be effective, should be duly completed, stamped, signed and deposited at the registered office of the Company, not less than 48 hours before the commence of the meeting.

______________________ _____________________________

1. Notwithstanding the above the Proxies can vote on such other items which may be tabled at the meeting by the shareholders present.